- (561) 631 9221
- corporate@sports-quest.co
- 500 S Australian Ave. West Palm beach, 33401 FL, USA
Sports Quest OTC:SPQS is quoted on www.otcmarkets.com The company operates a smart wireless devices sales & distribution from its New York location. SPQS resides at the center of the convergence of connected and smart building technologies. Our intelligent sensor technologies perform advanced computing functions at the edge level and yet can also integrate to larger, data analyzing platforms. Our customers benefit from having a scalable, flexible wireless solution that spans both HVAC and lighting and our OEM partners benefit from our wireless expertise and rapid design and development services The Company also operates a finance division from the Florida location and is exploring the opportunities in sports and entertainment sector.
Sports Quest
March 12, 2022
Authored by: SPQS Management
The Sports Quest management is pleased to provide the following management quarterly / semiannual report on various company activities to our shareholders and followers.
We are currently in a merger search mode looking for the Maximum Impact in a merger candidate that will produce a hyper-growth type growth of SPQS, and moreover a mechanism that will propel us to the small cap / mid cap issuer status by utilizing the certain capital being made available to us.
The Sports Quest management is pleased to provide the following management quarterly / semiannual report on various company activities to our shareholders and followers.
The first thing we would like to remind our followers and shareholders is that the company has not engaged in any sort of dilution and we have not issued one common share from the treasury in over 10 years. We have supported ourselves through Insider loans and cash flows generated by the company and current business operations. We have no immediate or future plans in disturbing our existing common share structure.
Our compliance and unwillingness to dilute has caught the attention of a couple of institutional type of investors (funds) whom have expressed serious interest in providing us an injection of large sums of capital to grow our business. The fund threshold for investment in projects is restricted to companies who enjoy a revenue base of minimum 10 million dollars; and an asset base at a minimum 25 million dollars.
Obviously this is not where SPQS currently is. We however proposed a plan whereby we would merge with such a private company regardless of their industry space in order to meet the fund threshold and propel the SPQS Company up to a small cap level.
One of the fund other requirements is the share price cannot be in the current level. We have also negotiated a certain grace period, (post-merger) so to enable us to correct the SPQS valuation. To insure this we have made other new capital available through other means to shore up support. Additionally, we have identified a long-term retail shareholder from 10 + years ago who holds a large position in SPQS. They tell us that they support our aspirations trying to grow the company and reach the small-cap or mid-cap level. This is a rather complex endeavor, which has taken up a lot of time and resources to get it all to this point. The fund has given us a written GO order! We are extremely excited about our future possibilities.
Some of the previously targeted merger candidates are still a possibility however most of them do not fit some or all of the funds required qualifications, or ours for that matter. (asset base and or revenues threshold for example).
(Flying car / portable solar panels as an example) They are not out of consideration; they are just not our top candidates at this time.
The AA sports team purchase is our favorite target! The a timing and the process is a bit of an issue. The reason for this is that the sports team meets and exceeds the fund requirements. On the flip side all of the sports entertainment type of businesses are losing money, as they have still has not recovered fully from the Covid restrictions and implications. For example, for some the season is shortened and the seating capacity is not permissible to be 100%. Currently it seems that 45 – 50% occupancy appears to be the current attendance at the sporting events with the business needing about 73% to break even. Some of the stadium rights and broadcasting rights are also in default on several prospects we looked into. Simply put, the timing is a little bit off. Our hope is that all the Covid restrictions will be lifted soon & attendance picks up so that we could revisit these deals and tie them down. We have not abandoned our aspirations to acquire the sports entertainment team(s)! We are however mindful that we need to be responsible and that eventually the negative cash flow will come back to haunt us. Yes, we are looking at other sports entertainment type properties however all of them because of Covid are reporting negative cash flows in the current 2022 season. On the flip side we are ahead of the curve compared to other potential buyers. The reason for this, is we have already received the approval (as management) from the MLB. This process alone is a tedious task and takes months to be vetted through the MLB process. We continue to monitor the situation closely and ready to act quickly on the right opportunity.
Our European trip has been a success. We have identified at least two very suitable and qualified companies. They qualify to the fund standards and as our good to ideal merger candidates. (Completely different industry space to what we discussed here so far). The industry sector is irrelevant to us.
We are focused on a merger candidate that will produce a hyper-growth type growth of SPQS, and a way that will propel us to the small-cap / mid-cap issuer status. Although we prefer to find something in USA or Canada, we plan to continue to work on the due diligence of these companies while keeping all of our options open.
The Sparx Holdings name change. We have decided to hold off on this corporate action until our merger is finalized with the targeted candidate. Obviously, if we wind up acquiring a sports entertainment type of company the name change no longer makes sense.
In concert with the merger SPQS intends to install an independent board. Simply put, an independent director or board member is defined as a someone who doesn’t have a material or pecuniary relationship with the company either directly or through one of the company’s partners, shareholders, or management members, except for the fees it gets from being a board member.
Some of the FAQs we are receiving are in regards to how is the funding being secured? Why is the fund doing this high-risk investment? There are questions from the shareholders questioning the validity of the transaction. These are all valid questions, and the simple answer is we believe the fund likes our plan of action is that we are looking for the Maximum Impact in a merger that will produce a hyper-growth type of a business model, and moreover something that will propel us to the small-cap / mid-cap issuer status by utilizing the funds capital.
One of the most FAQ type of questions we are receiving is the anticipated timeline to finish this merger and the transaction.
Typically, these types of transactions (once the candidate is identified) usually take between 3 to 5 months to come to fruition. Other times and timelines are dependent on the complexity of the transaction; and or any outside interference; can prolong the deal anywhere between 6 to 18 months or longer. Remember for the targeted merger candidate this is a life altering event, not to be taken lightly.
Essentially we have managed to pool several huge stakeholders of SPQS to pledge their shares 100% in a stock loan (non-recourse to the company) in order for SPQS to conduct expansion and achieve growth. The though process is, if successful SPQS should by all accounts be a much larger company and by default this appreciation will reflect in the SPQS share price. In other words the pie will be bigger and deeper for all shareholders and stakeholders.
The financing transaction of the various shareholders and stakeholders is rather complex. A lot of time has been spent satisfying the compliance and underwriting criteria for both the guardians of the security meaning the transfer agent (TA) the fund, the stakeholders and the company. Multiple legal opinions and multiple court cases in factums were and are still being prepared to satisfy these requirements. We are told and verily believe that we are in the final stages of having everything (the underlying security) approved by the TA. (SPQS requirement of compliance as the fund has already approved SPQS). This has also caused needless and repetitive delays needless to say. Again, everyone realizes that this is a huge undertaking so to that end its normal for all to take a cautionary approach.
Just for informative purposes we have provided the two following links which are a hybrid of the underlying security being pledged to the fund for the reader’s information:
https://en.m.wikipedia.org/wiki/Wraparound_mortgage.
The exact pledge of security and all transactions will be filed on the timely basis either with the SEC as SPQS moves forward with being a reporting issuer and or with OTC Markets.
As the reader can see, there are multi-level and multifaceted type avenues which we are currently exploring. This may answer the question from someone posing looking in from the outside in as to what exactly is the plan here by the management? Meaning, of constantly looking to enter into a different industry space!
Again, as this is worth repeating the answer to this question is that we are looking for the Maximum Impact in a merger of something that will produce a hyper-growth type of a business model, and moreover something that will propel us to the small cap / mid cap issuer status by utilizing the funds capital.
By all accounts all of this should reflect in the retail share price valuation once we have completed the merger transaction.
Up to this point, we have only discussed the future plans and the hyper growth potential and aspirations which we have with the company.
Our Core Business or Daily Business activities are Magnum FIrst Inc www.Magnumfirst.com and https://www.magnum-innovations.com/ our assembly plant in Ohio, distribution in New York and Sales in Florida .
Some of the solutions offered by our core business are in the intelligent HVAC systems, battery free sensors, smart lighting and other dynamic solutions, refrigeration monitoring, occupancy and space utilization solutions for energy savings, BACnet gateways, firmware and hardware, and mobile app development for connected device monitoring just to name a few products. For specifics on the products please refer to the magnum first website.
For example, we are developing sensors for our Enocean to BAcnet box. By bringing this sensor into our Enocean to Bacnet box we can tie into any Building management system such as: Trane, Seimens, Johnson, Daikin etc.
Sports Quest via Magnum First operating subsidiary is an EnOcean Alliance member.
The EnOcean Alliance is an international association of over 400 leading companies in the building and IT industries founded in 2008. The EnOcean technology is an energy harvesting wireless technology used primarily in building automation systems, but also in other application fields such as industry, transportation, logistics or smart homes solutions.
We invite you to share our joy and future prospects of our company.
More details will follow via regular OTC filings and news releases. We kindly we ask that you follow us on Twitter to stay up to date with all of our corporate activities.
Disclosure:
Information in this news release may contain statements about future expectations, plans, prospects, or performance of SPQS that constitute forward-looking statements for purposes of the Safe Harbor Provisions under the Private Securities Litigation Reform Act of 1995. The words or phrases “can be”, “expects”, “may affect”, “believed”, “estimate”, “project”, and similar words and phrases are intended to identify such forward-looking statements. SPQS cautions you that any forward-looking information provided by or on behalf of SPQS is not a guarantee of future performance. None of the information in this press release constitutes or is intended as an offer to sell securities or investment advice of any kind SPQS’s actual results may differ materially from those anticipated in such forward-looking statements as a result of various important factors, some of which are beyond SPQS’s control. In addition to those discussed in SPQS’s press releases, public filings, and statements by SPQS’s management, including, but not limited to, SPQS’s estimate of the sufficiency of its existing capital resources, SPQS’s ability to raise additional capital to fund future operations, SPQS’s ability to repay its existing indebtedness, the uncertainties involved in estimating market opportunities, and in identifying contracts which match SPQS’s capability to be awarded contracts. All such forward-looking statements are current only as of the date on which such statements were made. SPQS does not undertake any obligation to publicly update any forward-looking statement to reflect events or circumstances after the date on which any such statement is made or to reflect the occurrence of unanticipated events
Contact:
Twitter @SpqsOtc
Phone: (561) 631 9221
Email: ir@sports-quest.co
SOURCE: SportsQuest, Inc. (SPQS)
Copyright, SportsQuest,inc. 2022
